MSP Recovery SEC Filings

MSP Recovery, Inc. filed a prospectus supplement covering the resale of up to 32,220 shares of Class A common stock by existing holders, including 15,239 shares issuable upon exercise of the low-priced CPIA warrant at $0.4375 per share, from which the company would receive only nominal proceeds. The supplement incorporates the company’s Q3 2025 results.

For the quarter ended September 30, 2025, MSP Recovery generated $0.2 million in revenue and recorded a net loss of $245.5 million, contributing to a nine‑month net loss of $723.3 million. As of September 30, 2025, the company reported cash of about $1.8 million, total assets of $1.55 billion, total liabilities of $2.40 billion, and a stockholders’ deficit of $563.8 million, with total equity of $(844.4) million. Management states there is substantial doubt about its ability to continue as a going concern, given heavy dependence on Yorkville financing and constrained access to other funding.

The company executed a 1‑for‑7 reverse stock split effective September 1, 2025 and faces listing pressure. Nasdaq has issued a delisting determination for failure to meet the minimum equity requirement, and MSP Recovery has requested a hearing scheduled for December 11, 2025. If it cannot maintain its Nasdaq listing, it expects its shares to trade on the OTCQB market.

MSP Recovery, Inc. (MSPR)56,896 shares of Class A common stock held by existing investors, including shares issuable upon low-priced VRM and VRP warrants, from which the company would receive only nominal cash if exercised. The supplement attaches the latest quarterly report, which shows severe financial stress, including an operating loss of $375.5 million and a net loss of $723.3 million for the nine months ended September 30, 2025.

As of that date, MSP Recovery had $1.8 million of cash, a stockholders’ deficit of $563.8 million, and total liabilities of $2.4 billion, along with a large guaranty obligation tied to its Virage financing. Management discloses “substantial doubt” about the company’s ability to continue as a going concern, noting dependence on the Yorkville standby equity facility and fully drawn Hazel credit lines, and warning that failure to secure funding could lead to insolvency or bankruptcy proceedings. The company has also received a Nasdaq delisting determination over minimum equity requirements and plans to argue for continued listing, while shares may move to the OTCQB if delisted.

MSP Recovery, Inc. is registering up to 285,715 shares of Class A common stock for resale by Yorkville under a standby equity purchase agreement. The company may sell shares to Yorkville under this facility, but will not receive proceeds from Yorkville’s resales.

The Yorkville SEPA allows MSP Recovery to sell up to $250 million of stock, supported by multiple Yorkville convertible notes with principal commitments exceeding $18 million. MSP Recovery relies on this arrangement as its primary near‑term funding source. As of September 30, 2025, it held only $1.8 million in cash and reported a nine‑month net loss of $723.3 million, driven largely by claims amortization and $374.0 million of interest expense.

Stockholders’ equity was a deficit of $563.8 million, and management states there is substantial doubt about the company’s ability to continue as a going concern absent additional capital or much higher revenue. MSP Recovery has also received a Nasdaq delisting determination due to failing the minimum equity listing standard and has requested a hearing to seek continued listing.

MSP Recovery, Inc. reports extremely weak results and severe financial strain for the quarter ended September 30, 2025. Claims recovery income fell to just $198,000 from $3.6 million a year earlier, while heavy non-cash claims amortization and interest pushed the quarterly net loss attributable to the company to $167.8 million, and the nine‑month loss to $432.6 million.

At September 30, 2025, cash was only $1.8 million versus $12.3 million at year‑end, total liabilities were $2.40 billion, and total equity was a deficit of $844.4 million. The company explicitly concludes there is substantial doubt about its ability to continue as a going concern and notes heavy reliance on Yorkville funding and related‑party financing.

The company effected a 1‑for‑7 reverse stock split on September 1, 2025 and, as of November 14, 2025, had 13,774,399 Class A and 474,740 Class V shares outstanding. Nasdaq has issued a delisting determination for failure to meet the minimum stockholders’ equity requirement; trading is being kept pending a December 11, 2025 hearing, with no assurance of a favorable outcome.

MSP Recovery, Inc. filed a Form 12b-25 to notify a delayed filing of its Form 10‑Q for the quarter ended September 30, 2025. The company cites a recent transition to Baker Tilly US, LLP as its independent auditor and ongoing activities with the predecessor firm as the principal reason for the delay.

The company checked that the 10‑Q will be filed on or before the fifth calendar day following the prescribed due date and stated it expects to file within the grace period under Rule 12b‑25. MSP Recovery indicated that all other required periodic reports over the past 12 months have been filed and that it does not anticipate any significant change in results of operations versus the corresponding prior-year period in the upcoming report.

MSP Recovery (MSPR) filed Prospectus Supplement No. 51 registering for resale up to 909,982 shares of Class A common stock, the resale of up to 755,200,000 warrants, and the potential issuance of up to 236,019 shares upon warrant exercise, after effectiveness and subject to terms described. The company expects only nominal proceeds from Public Warrant exercises and states it will not retain any proceeds from exercises of the New Warrants.

The supplement attaches a Current Report that updates financing and listing developments. The Floor Price under the Yorkville standby equity facility and related convertible notes was reduced to $0.50. Yorkville advanced a $0.50 million convertible note (net proceeds $0.45 million) with a conversion price based on 95% of the lowest five-day VWAP, not below the $0.50 floor, and subject to a 9.99% ownership cap. The Nomura promissory note was amended to reflect approximately $35.4 million principal and to permit up to $3.0 million of Yorkville convertible-note proceeds to fund operations. Nasdaq issued a delisting determination with trading suspension set for October 31, 2025; MSPR will request a panel review.

MSP Recovery, Inc. filed Prospectus Supplement No. 44 for the resale of up to 32,220 shares of Class A Common Stock by selling securityholders, including up to 15,239 shares issuable upon exercise of the CPIA Warrant at an exercise price of $0.4375 per share. The company will not receive proceeds from sales by the selling holders; it would receive only nominal proceeds if the CPIA Warrant is exercised.

The supplement attaches a Current Report on Form 8-K. The company and Yorkville reduced the SEPA floor price from $1.00 to $0.50 and Yorkville advanced a $0.50 million convertible note on October 28, 2025, resulting in net proceeds of $0.45 million. Convertible notes may convert at the lower of a fixed price or 95% of the lowest daily VWAP over five days, not below the $0.50 floor, subject to a 9.99% ownership cap. The Nomura note was amended to reflect approximately $35.4 million principal and to allow up to $3.0 million of SEPA proceeds to fund operations. Nasdaq issued a delisting determination on October 22, 2025; the company intends to request a panel review.

MSP Recovery (MSPR) filed Prospectus Supplement No. 33 covering the resale of up to 56,896 shares of Class A common stock by selling securityholders. The shares include up to 28,572 issuable upon exercise of VRM warrants, 2,858 issued to VRP and up to 14,286 issuable upon exercise of a VRP warrant, and 11,180 issued to Palantir. With a warrant exercise price of $0.0175 per share, the company would receive only nominal proceeds upon any warrant exercises; it would not receive proceeds from selling stockholder resales.

The attached update discloses a reduction of the Yorkville SEPA Floor Price from $1.00 to $0.50, and an additional Convertible Promissory Note advance of $0.50 million, yielding $0.45 million in net proceeds, with conversion at the lower of the fixed price or 95% of the 5‑day low VWAP, but not below $0.50, subject to a 9.99% ownership cap. The Nomura note was amended to reflect about $35.4 million principal and a limited waiver allowing up to $3.0 million of Yorkville convertible proceeds to fund operations. Nasdaq issued a delisting determination with trading suspension set for October 31, 2025, which the company plans to appeal. A 1‑for‑7 reverse split was effective September 1, 2025.

MSP Recovery, Inc. filed Prospectus Supplement No. 46 registering up to 285,715 shares of Class A common stock for potential resale by YA II PN, Ltd. (Yorkville) under its S-1. Sales by the selling stockholder will not deliver cash to the company, while MSP Recovery may receive proceeds from any shares it elects to sell to Yorkville under the Standby Equity Purchase Agreement.

The attached update notes a reduction of the Yorkville Floor Price from $1.00 to $0.50 and a new Convertible Promissory Note advance of $0.50 million, yielding net proceeds of $0.45 million. Nasdaq issued a Staff Delisting Determination to suspend trading on October 31, 2025; the company plans to request a hearing, and its shares may trade on the OTCQB Venture Market if delisted. A 1-for-7 reverse stock split took effect on September 1, 2025.